Tolerance
by IncessantOblivion
Summary: It's been two weeks since Scott, Allison and Stiles sacrificed themselves to the nemeton to save their parents. In preparation for what's to come as a result of their actions, Scott has a terrible idea - roping Derek and Stiles into helping him - that has unexpected but some not-so-terrible consequences.
1. The Terrible Idea

**A/N: This fic is set after Season 3, Part A. I've had this idea in my head since I first saw Sterek intereact and the idea was sharpened as the seasons progressed. I decided to set it after Season 3, Part A because that is where it fits best. I intend for it to be fairly short and sweet - probably about 5 chapters - but my fics have a tendency of getting out of control so we'll see how we go! Enjoy!**

* * *

 **Tolerance**

 **Chapter One - The Terrible Idea**

It all started with a terrible idea. To be fair, if Stiles had known then what he knew now…well, that idea would have been the best idea he'd ever heard. However, it's only hindsight that's 20/20 (though Stiles did pride himself on his perfect vision, which seemed at such odds with the rest of him) and it all worked out despite Stiles responding with a very clear, firm "No way, dude" when Scott proposed his very terrible idea.

To set the scene: they were standing in a rough imitation of a triangle in Derek's big, creepy loft – the loft that had become the unofficial meeting place for all supernatural powwows since the rest of them either had, you know, parents or, in the case of Isaac, no permanent home to speak of. Derek had been back from his mysterious trip for a week. It had been two since they'd defeated Derek's second psychotic girlfriend and the not-so-Alpha Pack. They were all wondering what the Big Bad Evil was that Deaton had so direly warned them of. At this rate if the Big Bad Evil didn't kill them, the suspense would.

Considering everything that had happened and just who Scott was as a person, it made sense that he proposed what he did, despite how incredibly stupid it was. Scott was the kind of guy that needed to be helping someone, fixing something, even when there was no one to be helped and nothing to be fixed.

He started with, "So I've been thinking…" and ignored Stiles' muttered 'Uh oh'. "It's been two weeks since we sacrificed ourselves to the nemeton and nothing has happened."

"Yeah, so don't jinx it now, buddy!" Stiles replied emphatically, waving his hands erratically to add emphasis.

Scott summarily ignored him again. "And I decided that I'm done waiting around for it to come to us."

"So you want to go to it?" Stiles questioned incredulously as Derek looked on stoically with his arms crossed over his chest.

"What? No. That would be stupid. We don't even know what _it_ is," Scott replied as equally incredulous.

Stiles shrugged self-consciously. "Sorry, seemed like the natural progression of thought," he mumbled, trying to not notice Derek rolling his eyes.

"I was thinking we should prepare for it – whatever it is. You know, increase our strength so when it comes we can defeat it."

"Great," Derek interjected suddenly, speaking for the first time since they'd entered his loft. "Just accept Isaac and the twins into your pack."

Scott rubbed the back of his head sheepishly. "Uh…well, that's not really what I…"

"Okay, so you want me to teach you how to use your Alpha powers."

Scott looked off to the side. "Well, that's not exactly…"

Derek raised his eyebrows, his turn to look incredulous. "Well I can't imagine what else you could do that would possibly help prepare you."

"Short of _you_ becoming part of his pack," Stiles shot out.

Derek turned a familiar glare onto him, one Stiles was almost immune to by now. Almost. "Not going to happen."

"What, so you're perfectly okay with turning teenagers but too proud to follow one?"

Derek's glare intensified. "I don't need to explain myself to a scrawny, pale seventeen-year-old human who is too weak and useless to be more than a badly-clothed mascot cheering from the sidelines."

"Hey, I've done stuff. _Things_ , even! Why, I -"

" _Stop!_ " Scott yelled, eyes flashing red, one step away from turning. "I wasn't going to ask Derek to be a part of my pack, okay? Just drop it. I was going to ask if you two could help me try something."

"I'm all ears, Mr Alpha Wolf," Stiles prompted when Scott paused.

Scott took a deep breath. "I want you to help me build a tolerance to wolfsbane."

He looked at Stiles and Derek expectantly, hopefully, as though anticipating praise for his enlightened idea. What he got was two blank stares, so he filled the increasingly awkward silence with babble.

"I was reading up on how people can become immune to certain poisons if they ingest increasing amounts over time, building a tolerance to it. Then I thought about how much of a pain in the ass wolfsbane is and how much stronger we could be if we could develop tolerance to it. I even checked with Deaton and he said it had never been tried before that he knew of but that it should work…theoretically."

Derek and Stiles exchanged glances, as if checking to see if the other had heard what they themselves had heard. As if that moment of connection wasn't disturbing enough, they soon found themselves in complete agreeance for perhaps the first time ever.

"No way, dude."

"No."

Scott looked unaccountably crestfallen. Stiles found it hard to believe he'd actually thought he and Derek would think this was a good idea.

Stiles opened his mouth to launch into his rant about how terrible this idea was, when he paused and looked at Derek. "Did you want to, or should I? Because I warn you, I might be a while and I might take all of your best argument points and I don't want to hate me," he paused, considering, "more because I'm making you look like you don't have anything to say, though to be honest you generally do a pretty good job of that on your own. Still, I'm just saying -"

"Stiles," Derek growled.

"Okay, okay," Stiles replied, putting his hands up placating, "but remember I did warn you." He turned to Scott, who looked slightly concerned about what he knew was coming his way.

"Firstly, this may have worked on humans, but you're _not_ human. You're a werewolf. You know, freakishly glowing eyes, dirty long claws, spontaneous facial hair. You can't assume things work the same way for you, Scotty."

"But think about it, Stiles. I have an enhanced healing ability. If anything, that should mean it would work better for me. What would take humans years to accomplish may only take me weeks, months!" Scott argued.

"Okay, say you're right about that – how do you know it will actually work at all? We don't even know _why_ wolfsbane is toxic to you guys, only that it is. It just seems like some weird supernatural mojo, not something you can build a tolerance to."

"Maybe you're right, but we won't know for sure unless we try it! And as you keep reminding me, I'm an Alpha now. I'm stronger than I was before. Maybe I can handle it more than I could when I was a beta."

Stiles rubbed his palms over his eyes and through his disheveled hair in frustration. "Yes, Scott, you're an Alpha. And do you remember what happens when you come into contact with wolfsbane? You shift. Uncontrollably. And guess what? _This_ guy," he pointed to Derek, who raised his eyebrows in response, "isn't an Alpha anymore. He can't make you turn back, he can't control you. And there are no more Alphas here, Scott! We got rid of them, remember? No Alphas! No more Alphas!" He abruptly dropped to his knees and looked under the couch they were standing near. "No Alphas here." He stood and did a 360 rotation on the spot. "Can't see any Alphas." He retrieved his wallet from his pants and opened it, peering inside. "No Alphas in here, either. Just a condom that _doesn't freaking fit_." He took the condom out and threw it on the ground, studiously ignoring Derek's twitch of the lips as he saw the glaring 'XXL'. "But no Alphas! So if you can't control yourself, who the hell is going to, huh?

Scott ignored Stiles' melodramatic antics. "Lock me up. Chain me. Whatever it takes. Derek is just the insurance policy, but hopefully we won't need him to step in."

Stiles rubbed the bridge of his nose. "So you want me to lock you up, expose you to wolfsbane, and keep vigil with Derek in case something goes wrong – which it probably will, by the way, because this is a _terrible_ idea – again and again until you're miraculously immune to it? Am I getting this right?"

Scott looked a little unsure of himself for a too-brief moment before locking his jaw in a stubborn expression Stiles knew all too well. It didn't matter how much logic he and Derek – well, mostly he – threw at Scott, his Alpha best mate wasn't going to change his mind. The best he could hope for was to convince Derek to help, because Scott was going to do it with or without them. And as much as he hated to admit it, they did need Derek. Unless…

"Why Derek? Why not any one of the other betas? Or Allison, or Mr. Argent?"

"I don't trust Peter or the twins."

"Which is probably the smartest thing you've said since we got here," Stiles conceded.

"And Isaac…he's too inexperienced. He too badly wants to be a member of my pack to be able to stand up to me if I lose control. And while Mr. Argent has been really helpful, he's still a hunter at heart and I don't know if he'll be too crash hot on the idea of eliminating one of the only weapons humans have against us."

Stiles silently conceded that these were valid points. "You didn't mention Allison."

Scott's expression closed. "No, I didn't."

"Isaac could help out," he offered.

"No," Scott replied resolutely, his tone leaving no room for argument.

Stiles sighed, knowing exactly why he didn't mention Allison and why he was resistant to the idea of Isaac even helping. Love. Terrible stuff.

"What do you even need me for? As much as I hate to agree with Derek even slightly on this, I _am_ just a pale, scrawny seventeen-year-old human. There's not much I can do to stop you, though I _definitely_ take issue with the badly-clothed comment." He looked down at his battered Nike's, baggy jeans, a band t-shirt so faded he didn't even know what band it was for anymore, and one of his dad's old plaid shirts that sat open over the tee. "Okay, shit, maybe a little bit, but in my defence I was asleep when you called and you did say it was urgent, so clothes weren't really a priority at the time." He glanced over at Derek, who looked perfectly put-together in dark fitted jeans and a fitted grey tank, muscles bulging in all the right places. "Though I have to say I'm now kinda re-evaluating those priorities."

Derek smirked. Stiles narrowed his eyes at him in a pale imitation of Derek's bone-chilling glare.

Scott, ignoring the interplay between the two, shrugged, "It felt pretty urgent at the time. Besides, I need you because what do you do with any scientific experiment?"

"I wouldn't exactly call messing around with supernatural phenomena scientific, but okay, I'll play. You record observations, results."

"And you're really good at that. I know because you have an A average in chemistry and Mr Harris always made comments about how detailed your note-taking is."

"Lydia has, like, an A plus times a thousand but I don't see her standing here."

Scott silently beseeched him with puppy dog brown eyes. "But _you're_ my best friend, Stiles."

As if there was any argument – logical or otherwise – that he could throw against that dirty trick. "Okay, fine. _Fine_. I'll help you."

Scott beamed at Stiles, which caused Stiles to shake his head at the blatant manipulation of his loyalty, before Scott turned to Derek with a hopeful expression.

Before he could even get a word out, Derek spoke. "No."

"But -"

"No. Too much risk for too little reward."

Scott's eye bugged out. "Too little reward? If this works, you could be immune to wolfsbane!"

" _If_ it works, which Stiles already pointed out is highly unlikely. And why should I risk my neck stopping you when you inevitably get out of your bindings?"

"Don't think you can take him, Mr Big Bad Wolf?" Stiles challenged.

Derek glared at him, causing Stiles to flinch despite his best intentions. Derek smirked. "No, I just don't see why I would put myself to such an inconvenience. Not to mention all the nights you want me to be playing guard dog."

Scott put his hands up placatingly, "But it would only be two nights a week! Deaton said my body would need a few days to expel all the wolfsbane in between doses."

"Two nights a week I could be doing anything else, and literally _anything_ else would be preferable to sitting around with _this_ guy," he nodded his head in Stiles' direction, "waiting for you to either go on a murderous rampage or die."

" _Literally_ anything else, Derek? Or figuratively?" Stiles questioned with a deceptively innocent tone. "Because I can think of some literal things that you'd probably rather _not_ be doing, though there's no accounting for taste…" he looked Derek up and down, as though he was looking at him with a new perspective. "And by the looks of you, Big Guy, you could be into some pretty freaky shit."

He noticed his too-large condom laying on the floor between them, picked it up, and threw it at Derek, who automatically snatched it out of the air without breaking his gaze from Stiles'. Stiles swallowed deeply at the easy display of effortless grace and Derek's light eyes burning into his. As always, he covered discomfort with bluster. "Make sure you bring protection. You know, if it fits."

Stiles braced himself for the full brunt of Derek's displeasure, but what he got instead was a slow smile that heated the blood in his veins.

"Oh, it fits."

Stiles' body flushed all over and he tried to calm the blood pulsating heavily and rapidly through his veins, all too aware Derek's werewolf senses could pick up on the sound of his reaction. He only hoped the werewolf chalked it up to anger and not…anything else.

Scott had watched the exchange with confusion, having only had a couple of occasions to see Derek and Stiles in action. It dawned on him that they were probably always like this and perhaps forcing them together for two nights a week for the foreseeable future was riskier than him taking wolfsbane. However, it was too late to back out now and he'd just have to deal with the consequences of his experiment, whatever they turned out to be. Besides, it would all come to naught anyway if Derek refused to help.

" _Stiles_ ," Scott ground out meaningfully.

Stiles rolled his eyes at Scott then looked at Derek with a too-innocent smile. Derek immediately narrowed his eyes in suspicion. Stiles, smile straining, swept his arms to the side. "Derek, come step into my office for a minute."

Derek raised his brows for the tenth time that evening. "This is _my_ loft."

Stiles' smile failed and his arms dropped to his sides. "I know, Derek, it was a figure of speech." He sighed in exaggerated frustration. "Just…come over here for a second, okay?"

Derek sighed his acceptance and followed Stiles over to the back corner of the main floor area of his loft. It was an almost imperceptible movement, but Stiles noticed Derek's sleight of hand as he slipped the XXL condom Stiles had thrown at him into his pocket. Stiles' eyes bugged.

 _So it actually_ does _fit?_ He glanced at Derek, who was walking just behind him, then glanced down at himself. _Actually, that kind of makes sense. All things in proportion, I suppose. But, wait. Does that mean he's actually going to use it? But with who? Psycho Girlfriend Number Two is dead. Maybe there's someone else. Maybe he's going to use it tonight!_ He didn't know why that last, somewhat illogical thought made him squirm in discomfort and was about to examine the feeling further when he felt Derek's glare on the back of his neck and realized they'd reached the other side of the room. He shook his head clear. _Maybe I should focus and stop thinking about Derek's sex life._

And just not think about Derek's sex life _ever._

"Okay, so obviously we both agree this is a terrible idea, which is slightly terrifying because we generally don't agree on much." He paused. "If anything."

Derek scoffed. "You're telling me. I thought it was _your_ job in Scott's pack to come up with the terrible ideas."

Stiles' mouth gaped open and he was speechless for all of five seconds. "Me? _Me_ with the terrible ideas? I happen to recall some of my ideas saving lives, thank you very much. I'm the idea guy. That's my role. That's what I _do_. If anyone has a history of terrible ideas, it's _you_."

"Excuse me?" It was more of a threat than a question, but Stiles decided to take it as the latter.

"Well, let's examine where you are in life right now, Big Guy." He raised his hands and started ticking off items with his fingers. "You decided turning teenagers into werewolves was a good idea, but two of them are dead and the other isn't even in your pack anymore. You didn't burn your sociopathic uncle into dust, so now he's back from the dead. Which is awesome, by the way, because we can all agree he's such a swell guy. You don't have a pack, you're no longer an Alpha so you can't make another one – small favors and all that, I suppose – and even your sister is mysteriously gone. _And_ you've dated _two_ psychotic women to date, unless there's a couple more psycho skeletons in your closet - or under your bed, wherever you bury them - that I don't know about. I dunno, Derek, either you're the most unlucky guy who's ever lived or you make really bad decisions. I find it hard to believe anyone could be _that_ unlucky, so I'm inclined to go with the bad decisions."

Over by the window Scott put his head in his hands and accepted the inevitability that Derek was never going to help him _now_.

Derek narrowed his eyes at Stiles and crossed his arms over his chest. "I don't need to justify myself to a runt like you, but yes. I openly admit I haven't always made the best decisions, but maybe _you_ try having this much power and responsibility and see how _you_ fare before throwing stones. Something tells me you don't think you'd do such a crash-hot job, or is there another reason why you turned Peter down and haven't asked Scott to turn you, despite bemoaning your fragility ever chance you get?"

Stiles found himself speechless for the second time in five minutes, a feat he didn't think anyone else had ever managed to accomplish. He hadn't known Derek knew so many words, or that he could string sentences together – accusatory, more-accurate-than-he-was-comfortable-with sentences. It was only fair, though, after everything Stiles had dished out at him; things that had been brewing under the surface and had probably needed to be said before he could work with him as a team on anything. Uncomfortable, yes, but now the air had been somewhat cleared…

"Okay. So are you going to help us?"

He heard Scott's groan from the other side of the room.

"Why, because you made such a compelling case?" Derek replied sarcastically. Stiles hadn't known Derek could do sarcasm either. He was learning all sorts of new things today - Derek was more perceptive than Stiles had ever given him credit for, he could speak more than five words at a time, he had an extra-extra-large penis…

 _Wait, what? Don't go there, Stiles! Distraction – quick!_

"Well, we make a great team…" he clicked his fingers excitedly as he remembered something. "Even Matt the Mass Murderer said so!"

"I thought he said you make a great _pair_ ," Scott called out from the other side of the room.

Stiles spun around and glared at the shadow in front of the window. "Scott, what did I tell you about my office?"

"Once you step inside it, I can't hear you anymore," Scott repeated morosely.

"That's right. And even if you _can_ hear me?"

"Pretend I can't."

"Okay, thank you. The door is now closed again."

He turned back to Derek with an apologetic shrug that Derek immediately ignored. "Why do you think reminding me of one of the most unpleasant experiences of my life will convince me to help you?"

"Unpleasant? _Unpleasant_?" Stiles repeated indignantly. "I will grant you that being paralyzed from the neck down for an extended period of time isn't exactly pleasant, and I suppose you _do_ make a bit of an uncomfortable mattress." He poked Derek's firm chest, taking note of how little give there was. "Too firm, too lumpy…" he mimicked bulges on his arms with his hands.

" _Not_ what I meant," Derek ground out through clenched teeth. "We don't make a great team, and I certainly wouldn't take a psychopath's word for it."

"Why not? You seem to have an affinity for them."

Derek growled low in his throat and the hairs at the back of Stiles neck stood up. He felt like prey. He tried not to grin.

He didn't quite know why he couldn't help riling Derek up, testing the limits of what he would let Stiles get away with, whenever they were together. Maybe it had something to do with the rush of adrenaline coursing up his spine as they bantered, or the electricity surging through the space between their bodies. Whatever the reason, he'd probably pushed as much as he could for now and he did actually need Derek's help. He knew Scott would be pissed if he screwed this up for him. Still, it was not like he ever _meant_ to do it; it was just some sort of sick compulsion.

" _Stiles!_ " Scott yelled again from the distance.

Stiles sighed exaggeratedly and looked up at Derek. "See what I have to deal with every day? Honestly, the amount of times I've told him…" he trailed off and sighed again. "I hope you're not so difficult to train."

" _Train_?" Derek growled.

Stiles shivered again. So maybe he wasn't quite done for the night.

"You're right, you're a hopeless case. I won't even try."

"You do realize you're probably further away from convincing me to help you than you were when you started, right?"

Stiles grinned at him. "But it doesn't matter because I know you're going to help us anyway."

Derek raised his eyebrows again, as if to ask 'Oh?'

"That's right, sour wolf. You're going to help us because despite what you've so grumpily proclaimed, you're too curious about the idea of wolfsbane immunity to not help. Plus, you know Scott and I are going to do it with or without your help and we have a much lower chance of destroying the entire town if you're on hand as – how did you put it? – oh yeah, as our guard dog." He smiled smugly and crossed his arms over his chest, though sadly it didn't quite look as intimidating as Derek's stance. "You want us to go through this charade of trying to convince you because you like the idea of Scott begging you for help after refusing it so many times in the past. Am I right?" He leaned forward and dropped his voice into a stage whisper. "That question was rhetorical, by the way."

Derek surprised him for the fourth time that night by smirking in response. "Thanks for playing, Stilinski. It's been entertaining, if not slightly disturbing." He turned to Scott. "Be here tomorrow night at seven, and bring your little sidekick with you." He turned back to Stiles, who was sputtering 'sidekick' in increasingly indignant tones. "Now get out," he stated coldly before walking away in the direction of the balcony, leaving Stiles feeling uncomfortably destitute yet undoubtedly anticipating the nights to come.


	2. The Attack

**Tolerance**

 **Chapter Two – The Attack**

Scott's little wolfbane experiment was going terribly, as practically anyone with at least half a brain could have predicted. It had been two weeks since they'd started, four nights of pain (Scott's), frustration (Stiles') and exasperation (Derek's), and a whole lot of sleep deprivation all around. Derek and Scott seemed to wear the sleepless nights fairly well. Scott never seemed to feel the urge to fall asleep in class like Stiles did, anyway. Stiles had no idea what Derek got up to in his own time, but he never seemed particularly irritable or grumpy, or at least no more than his usual operating levels of irritability and grumpiness. Stiles figured this was likely due to their werewolf voodoo – their supernaturally-charged bodies were just intended to handle that kind of stress better than the average human.

Stiles, on the other hand, was a frustratingly average human. And like the average human, he did not cope with sleep deprivation well. It didn't help that he was never able to make up for his sleep debt the nights he wasn't keeping vigil with Derek thanks to recurring nightmares and night terrors. As any self-respecting person who did not want to go to the doctor would do, he looked up his symptoms on Google. He'd been disgruntled but not altogether surprised to discover that nightmares, night terrors and panic attacks were all symptoms of an anxiety disorder and at least mild post-traumatic stress, especially considering that his nightmares often took the form of flashbacks to any one of the multiple horrible things he'd either suffered or witnessed over the past year. Except his nightmares didn't have the relatively happy endings reality did.

He lived in an almost constant state of dread. He dreaded sleep and what his nightmares would show him next. He dreaded another panic attack and dreaded where it would happen. He hated that he had no control over either. He hated that he needed sleep so badly but it was almost a relief to have to stay up with Derek two nights a week. He hated that a panic attack could hit him without the least bit of warning so he possibly couldn't get himself somewhere private to deal with it. He could only hope that his father never heard his screams in the night and that someone he trusted was nearby when the next panic attack hit.

It was not an ideal situation to be in, made worse by the fact he had no one to talk to about it. Or rather, no one he _wanted_ to talk to about it. It wasn't that he didn't trust Scott, obviously, but the guy had enough on his plate. Even though he didn't have to, he carried the weight of the lives of his friends on his shoulders. That was why he had insisted on this terrible idea, even though it caused him great physical pain if the constant howling and roaring was anything to go by.

He also carried a constant heaviness on his heart thanks to Isaac and Allison's burgeoning relationship, obvious despite their attempts to hide it. There was no hiding the way they looked at each other, and the way Isaac always looked like a guilty dog expecting to be kicked whenever he was in Scott's presence, which was every goddamn day since they lived together now. It wasn't that Scott resented Allison's happiness, but probably he did resent that she could not find it with him just a little bit, enough to make things awkward. He didn't blame Isaac for it either, but that didn't mean it didn't sting every time he saw them together.

Stiles trusted Lydia, who already knew about his panic attacks and had even helped him get over one before in what had to be the most enjoyable way possible. But he knew Lydia was going through enough shit on her own to take on his insignificant problems. She'd recently discovered what she was and now had to come to terms with the fact that she was not human anymore and what that would mean for her – a life disappearing at odd hours and resurfacing next to a dead body or two, most likely. It was not a fate he would wish on anyone. She had to be dealing with her own post-traumatic stress due to everything she'd witnessed in the past few months thanks to the trail of dead bodies Psycho Girlfriend Number Two had left in her wake.

Besides, she and Aiden had been slowly rebuilding their relationship, made difficult by his role in Boyd's death, and Stiles didn't want to get in between that and complicate things for her. He'd always have a soft spot for Lydia, always a part of him that loved her in some way, but it was not with the same urgency he'd felt since grade school. He cared for her too much to jeopardize the happiness she so sorely needed.

While he liked both Allison and Isaac he didn't feel particularly emotionally close to either of them, and it would just be weird anyway because of all the tension between them and his best friend. And his dad had enough to worry about, trying to deal with the mounting bodies and cases that couldn't be recorded as having been solved and how to hide all that from the FBI and Scott's unfortunate father. His Dad couldn't do his job if he was too busy worrying about him, and his job was just too important for that. Stiles couldn't burden him. He wouldn't.

Stiles glanced over at Derek, who was sprawled on the couch reading one of his paperback novels, as per usual, while Stiles did his homework on the other. It seemed to be a different book every time. Perhaps that's what Derek did in his spare time. He didn't have any job that Stiles knew of. He had no idea where he got the money to afford a place like this.

Derek was a wildcard. He trusted the guy in the general sense – with his life, with the lives of his friends, which was a huge improvement from when they'd first met. But emotionally? No way. Thanks to Peter the Creeper, he knew Derek had suffered his own life-altering traumas in life – like killing his first love - not to mention watching most of his family burn alive and dating two psychos, one of whom had killed his family. Those couldn't have been great experiences (though he had heard crazy chicks were awesome in bed, but he'd promised himself he wouldn't think about Derek's sex life anymore). But the dude just seemed so _together_. Like nothing affected him, or could _ever_ affect him. He did not look like the kind of guy who would ever have nightmares or a panic attack. Stiles was intensely envious of that.

He was also tired of trying to concentrate on his mind-numbing homework while Scott howled in the background. Seriously, it was a bit of a concentration-killer, not that he was always the best at that in the first place.

"Is there any way to make him stop?" Stiles asked suddenly.

Derek look over at him with a sardonic expression. "Yes, take the wolfsbane plant away, let him shift back to human form and give up on this ridiculous experiment."

Stiles rolled his eyes and tapped his pen against the back of his hand, needing some form of movement. "I meant besides the obvious."

"Then no," Derek answered unsympathetically before turning back to his book.

"Awesome," Stiles muttered and sunk back into the couch, rubbing his hands over his face and into his hair in frustration. Honestly, if the sleep deprivation didn't send him insane – _more_ insane – the constant howling and growling and roaring would. He bounced his knee up and down and started clicking his pen, just to have some form of distraction.

Derek shot a glare at him. "Do you mind?" It was framed as a question, but Stiles took at as the threat it was. And didn't care. A fight sounded like just the cure for the insanity-inducing combination of boredom, frustration and sleep deprivation.

He and Derek had gotten on surprisingly well the last four nights, mostly because they'd barely talked to each other. Scott got settled in to his chains and wolfsbane, Derek got settled in to a novel on the couch and read all night, only halting long enough to occasionally get a drink or food, and Stiles settled in on the other couch with his homework and, after he'd finished that, Scott's homework. He only stopped to check on Scott every hour and record his observations of Scott's state. So far they had been depressingly but unsurprisingly consistent – Scott was unfailingly frothing-at-the-mouth, creepy-red-glowing-eyes rabid. All the time. Every time.

As the sun started rising over the horizon and shining bright, blinding light in through the large windows, Derek would ask Stiles if there'd been any change before Stiles when to relieve Scott of the wolfsbane, the answer to which was always no. Derek never seemed surprised to hear this. And that was the extent of their one-on-one conversation, as it were.

Now Stiles realized he'd intentionally been going against his very nature by staying silent because he'd at least subconsciously known that if he started talking to Derek this exact thing would happen. _This_ being him raring for a fight with the one guy who always responded exactly how he wanted and engaged in a way none of his other friends would. They just rolled their eyes and let his needling sarcasm roll of their backs like it didn't matter. He knew it didn't matter to Derek either, but the former-Alpha seemed unable to let it go unmet, which told Stiles he either had no patience - which could hardly be said of the man who had put up with _them_ for the past year - or secretly enjoyed the banter just as much as Stiles. Whatever the reason, Derek's inability to let Stiles go unchallenged was exactly what Stiles was counting on now.

Stiles started tapping his foot on the conveniently noisy hard-wood floors and clicked the pen even faster as an answer to Derek's question-slash-threat-slash-challenge. Derek's book shut with a sharp slap. Stiles grinned.

"If you don't stop clicking that pen and tapping your foot I'm going to take the pen and stab it through your foot."

Stiles feigned offense. "Jesus, Big Guy, haven't you ever heard of asking politely?"

Derek smiled, but it could only been seen as a savage bearing of the teeeth. "I usually only ask politely once, but for you I've made an exception and made it zero."

"Aww, I've never been anyone's exception before!" Stiles cooed. At Derek's raised eyebrows he sighed impatiently. "You know, exception to the rule?" At Derek's blank expression he sighed impatiently. "Haven't you ever watched _He's Just Not That Into You_?" Stiles asked, knowing full well Derek wasn't the movie-watching type. "Who am I kidding," he muttered to himself, "you don't even have a damn TV."

"No, I haven't" Derek replied, ignoring Stiles' last comments, "but it sounds fitting."

Stiles dramatically put his hands over his heart. "You wound me. That's not a very nice thing to say to the guy you'll be spending two nights a week with for God only knows how long, bonding over lack of sleep and the disappointment of Scott showing absolutely no progress at all."

Derek sank back into the couch. "You can't get disappointed by something not happening when you never expected it to happen in the first place."

Stiles shit-eating grin faltered. That hit a little too close to what Stiles' secretly feared, the idea that all of this was for naught. That there was nothing they could do to prepare for what horrible thing was to come their way next. "I know thinking Scott would show signs of progress after four nights is being optimistic…"

Derek scoffed derisively. "Thinking Scott will show signs of progress _at all_ is being optimistic."

The first twinges of a familiar panic stabbed at Stiles' chest and his breath caught. _Not now, not now!_ He needed to get this conversation back on track. This was not _at all_ what he'd wanted to achieve by riling Derek up. He wanted the growling and the probably-hopefully empty threats of before, not a fatalism that too closely mirrored his own, the fatalism he kept buried deep down in case it reared its ugly head and stole his ability to function, to breathe. Stiles tried desperately to think of something sarcastic to say, but for once his trusty defense mechanism failed him.

"But surely…" he started feebly, not at all certain of where he could go with that sentence because he knew there was nothing he could do to prevent what was coming next to fuck up their lives.

Derek, oblivious to Stiles' internal struggle, shook his head condescendingly. "I'm a bit older than you, Stiles, so let me give you a piece of advice based on experience. If something bad _can_ happen, it _will_ happen and there's not much anyone can do to besides hold on to the people they love for dear life and hope the bad thing doesn't happen to them. And from what I've seen, it does, more often than not."

And there it was, Stiles' greatest fear: that this time when bad things happened it would take away the people he loved. So far he'd not lost more than a girl he'd known when he was a kid and two new werewolves he'd only just started to trust, and that had been bad enough. He hadn't been able to prevent their deaths. He hadn't been able to save them. He hadn't been able to even prevent his friends and family from going through every shitty thing they'd gone through this past year. He knew it was unrealistic to think that he could save everyone, but so far he hadn't saved anyone but his Dad. And who was to say that next time he'd be on time? That next time there'd be a way to save him, or whoever else had the misfortune of being caught up in their insane lives? The way they'd done it last time had already resulted in the inevitability of more evil coming to town. Not everyone would make it out alive next time – he felt it with a certainty he tried to deny as fanciful but knew as fate.

It was a sickening certainty he spent every minute of consciousness trying to ignore and every minute of sleep fighting – and losing to – in his dreams. He wanted to hope and Scott had presented him with that, despite how far-fetched – how impossible – it was. Stiles figured Scott also knew it was impossible, but like him needed to believe in something, needed to believe there was _something_ they could do. He didn't know when it had happened, but he'd gone from being convinced it was an impossible hope to tentatively hoping in it nonetheless.

And Derek had obliterated that in less than 5 minutes.

Stiles' chest constricted and suddenly there wasn't enough air. His mind was caught on a loop of images of what was likely to come – pain, death, helplessness – and images from his nightmares. It was a merry-go-round he couldn't jump off. He was glued to the seat and going round and round. He was powerless, he was useless, he was nothing. There was _nothing_ he could do, nothing _anyone_ could do. It was pointless, it was all pointless and he couldn't breathe. He gasped desperately but there was no air, just like there was no hope. Nothing, there was nothing…

But suddenly there were strong hands firmly gripping his forearms and a figure crouched in front of him with wide blue-green eyes.

"Stiles! Stiles, are you okay? Talk to me. Is it an asthma attack? Where's your inhaler?"

Stiles tried to gasp for enough air to speak and managed to strangle out, "Panic…attack…"

He heard Derek swear and felt himself being pulled up roughly. Derek started to move him in some direction but he didn't care, he just wanted to _breathe_. He drew in air desperately, just trying to breathe, but he couldn't get it back out again and it didn't' seem to be going in at all so he drew more and more and somewhere in the back of his mind he was aware he was hyperventilating, but he couldn't stop.

He stumbled up steps and banged into a door, Derek pulling him too urgently to care about a few bruises. Stiles had to agree there were probably more important things to worry about at the moment, like _breathing_.

He felt himself being pushed back against a cold tile wall and Derek was in front of him, gripping his neck, a thumb on his jaw, forcing him to meet his concerned but hard gaze.

"Sorry about this," he said before a shock of icy water was dumped on Stiles' head and neck and ran down his back and chest, quickly soaking through his clothes.

Stiles gasped once and the shock of cold stopped his breathe. After the surprise wore off, he breathed in deeply and exhaled, as though coming back to life. Then he did it again. And again. And again.

Exhaustion washed over him in waves colder than the water that had rained down on him and he dropped his head forward on the nearest hard surface. He was so relieved to be able to both inhale and exhale in long, slow breathes that he only gradually became aware of his surroundings, of the frigid water that was soaking him from head to toe, that they were in Derek's bathroom, that the surface he was resting his forehead on was actually Derek's wet, firm shoulder, that his hands were grasping the front of Derek's soaking shirt in a death grip, that Derek's strong arms were gingerly caging his cold, shivering body, that Derek's large hands were cautiously resting on his sides.

Stiles didn't know if he wanted to collapse further into this strange pseudo-embrace that was so careful and so awkward yet so comforting, or turn the cold shower back on to cool the burn of his embarrassment and humiliation and whatever the hell else was causing his body to heat up the way it was.

He figured the longer he stayed that way the more awkward it would be when he stopped. It would probably also be better to just disentangle himself quickly, just like ripping off a Band-Aid. Probably. It couldn't be worse than pulling back slowly. That seemed more… _intimate_ , somehow.

It turned out he needn't have worried about it at all, because Derek was the one who started to pull back, withdrawing his hands from Stiles' sides, probably noticing Stiles' breathing had returned to normal. Stiles immediately let go of Derek and flopped back against the cold tile wall of the shower. He was already wet and cold anyway, so he didn't think the extra iciness would make much of a difference to his overall freezing condition.

"You okay?" Derek asked, his expression one Stiles had seen him direct at others occasionally – like his sister – but never at him. It was one of concern; genuine concern. It made his heart stutter. He hoped Derek hadn't noticed.

"Yeah…" Stiles croaked before clearing his throat awkwardly and trying again. "Yeah, I am now."

Derek's expression didn't clear. "You sure? You're heart's still beating pretty fast."

Stiles tried not to flush with embarrassment. His pounding heart had nothing to do with his panic attack and everything to do with his awareness of their current position, soaking wet and standing far too close in a space two people were not usually found in unless they were doing something _far_ different than panic-attack recovery and sort-of hugging.

Stiles took a deep breath, reveling in his ability to do so, trying to calm down the frantic beating of his pulse. "I'm fine. Just cold," he replied, not being able to meet Derek's too-intense gaze.

Derek ran a hand over his face and laughed softly. "Right. Shit. Of course. Sorry." He stepped out of the shower, banging into the corner of the bench behind him. He looked at it distractedly before shaking his head clear. "I'll…uh…I'll…there's towels here and…I'll get you some dry clothes." He left the bathroom and shut the door so fast he was gone between one blink and the next.

Stiles' continued leaning back against the wall for a few more moments, too surprised to move. He'd never seen Derek that out-of-sorts before. It was strangely…endearing.

 _Okay, Stiles, time to get dry because the cold is obviously short-circuiting your brain and your brain is pretty much all you have going for you, buddy. Can't lose that._

He quickly stripped his clothes off and wrapped one towel around his waist and draped another over his shoulders before trying to hang his wet things over the rails in the bathroom to dry as best he could. He was rubbing his hair dry when there was a knock on the door.

He opened it to see Derek, the entire front of his body still wet, standing there with a set of clothes. Stiles tried not to notice the way Derek's t-shirt clung to the front of his body, accentuating things he didn't want to be accentuated. Derek stiffened as his eyes quickly traveled the length of Stiles' body and back up again. Stiles desperately hoped the strange reaction wasn't because Derek had noticed Stiles' lingering perusal of his body. He covered his embarrassment and discomfort with bluster, his second fail-safe after sarcasm, which had totally escaped him.

He snatched the clothes from Derek's hand. "Thanks, but dude. Go change. I'm fine."

Derek shook his head clear for the second time and muttered, "Right, yeah" before ambling off in the direction of his bedroom.

Stiles got dressed as quickly as he could, trying not to dwell on the fact he was wearing Derek's clothes. The t-shirt was, predictably, far too big. He filled out the shoulders surprisingly well, but it hung loose everywhere else. He had to pull in the drawstring on the sweatpants as far as it would go, too. He smiled to himself as he remembered Derek had had the opposite experience with Stiles' clothes as 'Miguel'.

He was about to leave the bathroom but stopped with his hand on the door, dreading the unavoidable awkwardness of what was to come.

 _So Derek saw you have a panic attack and had to shove you in a cold shower to stop it. So what? It's not like he didn't already think you were weak and pathetic. It's not like he'll tell anyone, because he'd only do that if he actually cared about me, which he doesn't because why would he? I'm just the scrawny sarcastic kid who torments him from time to time. So what if you were in the shower together, sort-of hugging? And so what if you're currently wearing his clothes – without underwear, which is a really weird feeling by the way. It's no big deal. No big deal! No. Big. Deal. You can go out there and act completely natural and calm and collected, because you're_ so _good at that, right? Jesus, I'm even sarcastic to myself in my head. No wonder I'm going crazy. Ok, no, stop! No crazy talk…thoughts. Whatever. Just be cool, Stiles. For once in your goddamn life, be cool._

His internal pep talk not having done much to reassure him, he reluctantly left the bathroom and made his way to the main room. Derek was already back on the couch, dressed in new pants and a fitted tank ( _stop noticing, stop noticing_ , _be cool, be cool_ Stiles told himself), clutching a beer. Stiles noticed there was another beer on the table nearest the couch he usually sat on.

"For me?" Stiles asked, pointing at the enticing-looking bottle.

"Yeah, figured you could use it," Derek replied, his expression giving away nothing.

 _Okay, so we're mentioning it. We're mentioning it. He's not ignoring it. He's not pretending it didn't happen. We're mentioning the elephant, even though this room is big enough to house, like, five elephants. Right. Okay. I can work with this. I can be cool._

He walked over to the beer and picked it up. "Yes, can use beer. Beer is good. Good beer."

 _What the actual fuck, Stilinski! That was_ not _cool!_

He flopped on his couch – when had he started thinking of it has his couch? – and took a long swig. It wasn't the brand he preferred, but it helped brace him for the inevitable discomfort of the next few moments as he tried to explain what happened to Derek, who'd likely never seen anyone have a panic attack before, even though he'd dealt with it pretty effectively.

"I had my first panic attack when I was fifteen."

Stiles' head whipped around and his mouth flopped open into what was probably a highly unattractive gape.

Derek noticed his reaction (how could he not, Stiles had never exactly been subtle) and smirked. "Render you speechless again?"

"I-I-I…" Stiles was fairly certain he looked like a goldfish.

Derek's smirk grew. "I kind of like this look on you, Stiles. I might have to shock you more often."

Stiles blinked rapidly as he tried to gain control of his mouth and thoughts. "You had panic attacks?" he asked incredulously.

Derek's smirk disappeared and he took a long drink of his beer. "There was this girl and I lost her. Well, to be more specific, I actually -"

"I know," Stiles interrupted quickly. He had a strong suspicion Derek _never_ talked about what happened with Paige, had likely not talked about it since it'd happened, going by the fact that his own sister hadn't even known about it. While he was surprised – and honoured, actually – that Derek was willing to talk about it with _him_ of all people, he knew doing so would cause him pain and he realized he didn't want that for him. He really, _really_ didn't want that.

At Derek's questioning look, Stiles sighed and admitted, "Peter told Cora and me about it. Well, his version of events anyway."

Derek muttered something that sounded very much like 'ducking meter'. "I highly doubt he told you what actually went down."

Stiles took a drink of his beer before agreeing, "Oh, I highly doubt it too. But the end result was the same, right? You…" he tried to think of a delicate way to put it, "ended her suffering."

Derek scoffed and looked away. "Suffering _I_ inflicted. I signed her death sentence the second I talked to her. The way it happened was just fate's way of twisting the knife."

Stiles had known Derek must have been pretty beaten up about what had happened with Paige – he'd even expected a degree of self-loathing – but he hadn't expected _this_. His chest felt hollow and aching.

"I always knew that it was entirely my fault," Derek continued when Stiles was unable to respond. "Just like I knew from then on that anyone I loved would get hurt or die. I knew it with a certainty I couldn't explain."

Stiles' breath hitched. That was exactly how he felt, that certainty someone he loved was going to die and there was nothing he'd be able to do to stop it. But to think – to _know_ – it would happen because of him? He couldn't imagine it.

"I tried to get on with life, tried to ignore the feeling, but sometimes I couldn't and it would just overwhelm me. And I couldn't breathe." He took another drink. "At the time I didn't know they were panic attacks. I didn't know what was going on. The only way I could stop them was jump into a freezing shower or lake or pond," that explained the freezing shower, Stiles deducted, "or shift and if it happened when I was around people who didn't know what I was, I had to try to run away." He looked up at Stiles. "And you know how hard it is to even move when you can't breathe."

Stiles didn't reply, didn't even acknowledge Derek's words with so much as a twitch, but he knew Derek could see the expression of empathy and understanding in his eyes. How could it not, when the feeling was so fierce. Stiles knew _exactly_ how hard it was.

"It went on for months and I managed to hide it from everyone, even Peter who was always in my business, before I figured out how to stop it."

That _really_ caught Stiles' attention. "How?" he asked sharply, not even bothering to hide the desperation in his voice.

"I just stopped caring. About everyone, about everything. I had panic attacks because I cared so much about what could – what _would_ – happen to my family, to whoever I loved, because of me. So I just decided one day that I didn't care. And they stopped."

Stiles drew in a short sharp breath and his chest ached and ached. It explained so much about why Derek was how he was now and Stiles ached for the boy he used to be.

Derek laughed derisively. "Just as well too, because exactly what I'd known would come to pass did. I fell for Kate, who burned most of my family alive. Because of _me_ , because I trusted her when I shouldn't have. For 6 years I thought all but one of them was dead. Then the only one who I'd known was alive was killed by the uncle I thought was completely mentally incapacitated. Then my uncle killed Kate. Then I killed my own uncle who despite being a complete sociopath is still my uncle. Then Erica and Boyd died because I failed to protect them. Then Jennifer was like Kate all over again, except there wasn't much family left to take with her this time, though she certainly tried with Cora. That's why I gave up my Alpha status for Cora, to heal her, because it was the least I could do after everything I've done, after everything that has happened to her because of me. That's why Cora is in South America, far away from the reach of the curse that fate seems to have put on me."

He said all this while looking at his beer, stating horrific, life-altering events as though he was talking about the weather. Stiles felt like he couldn't breathe again, but not because he was having another panic attack.

He'd had no idea. No idea. Of course he'd known about all of that – except for him giving up his Alpha powers to heal Cora, which caused his heart to constrict – but having it all laid out like that, one event after the other…it was, quite simply, heart-breaking. It was more than any one person should have to bear. And Derek thought it was all his fault. Sure, he'd made some bad decisions along the way, but no fucking wonder. How was he even a somewhat-functioning person...werewolf...whatever?

Derek answered Stiles' unasked question. "The only way I survived all that without having some sort of mental breakdown is because I decided I didn't care. I told myself I didn't so many times it became true, even though it's not really." He looked at Stiles and Stiles flinched at the raw pain in his eyes. "I _do_ care. I cared about Erica and Boyd more than I can say. I tried to keep them at arm's length because I knew I doomed them the moment I turned them, but I turned them anyway because I didn't care about them at the time. I'd grown used to being alone, to not having to care about anyone but myself. Only I grew to care for them, because they were my pack. And now they're dead and it is entirely because of me. And I _care_. Turning Isaac, Erica and Boyd, being with you and Scott and the rest of your pack, seeing how you are, so much like how I was before I killed Paige…you all make me care."

Stiles just focused on breathing, his beer forgotten in his hand. "Why are you telling me this?" he asked, voice cracking.

He didn't want to know this. He didn't want to care about Derek in more than general hope-he's-alive, oh-well-if-he-isn't terms. He didn't want to empathize with him. He didn't want to identify with him. He certainly didn't want to understand him. He was terrified that if he did all those things, like he was beginning to now, he'd begin to care for Derek in a way that he just couldn't, because he had enough people he just couldn't bear to lose and he didn't need another on that list.

Derek leaned forward, eyes capturing Stiles' and refusing to let go. "I'm telling you because it _is_ going to get worse. It _is_ likely people you love will die. But I'm telling you not to be me, not to switch of your emotions and pretend you don't care because it's too hard to. I'm telling you to be stronger than I was, to use how much you care as your strength, not your weakness. To use it has the thing that keeps you fighting. You may think that switching off your emotions will make life easier, but it just makes it lonely."

Stiles swallowed deeply and tried to ignore the burning in his eyes. He wanted to cry, for Derek, for himself, for this shitty situation he and his friends were in, but he was afraid if he started he wouldn't stop, and Derek had seen him vulnerable enough for one night.

"I'll…I'll try, but I just…" he swallowed again, trying to compose himself. "It's just so hard when you _know_ that everything is not going to be okay and there's nothing you can do about it."

"I was wrong before," Derek said, eyes still boring into Stiles'. "There _is_ something you can do. You keep fighting, no matter what. You research nemetons and you learn how to hold your own in a fight and you sit here two nights a week hoping that Scott shows progress. The moment you give up hope is the moment you lose."

Stiles laughed brokenly. "I thought you said I had to listen to you because you're older than me and know best."

Derek smiled, the most open, genuine smile Stiles had ever seen on him and his heart thudded wildly in his chest. "You don't seem like the kind of person to ever let authority go unquestioned." Stiles' mouth twitched at the truth of it. "I may be older than you, Stiles," Derek continued, "but my life probably isn't the best example to follow, and my experience will not be everyone's." His smile faltered. "And least I hope it won't be. I pray to whatever gods exist that it won't be."

"It won't," Stiles responded, vaguely surprised by the fierceness in his tone. "And more bad things won't happen to you, either, because we're going to protect you. You may not officially be part of Scott's pack, but I'm claiming you as my plus one."

A startled, genuine laugh escaped Derek's lips. "Your plus one?"

Stiles leaned back, grinning proudly at his brilliance, and took a long, congratulatory drink of his almost-warm beer. "Yeah. You know, like when you're invited to a party or a wedding or whatever and you know the person throwing the party but you want to bring someone who doesn't, so you ask for a plus one."

Derek shook his head incredulously. "I'm assuming you don't know this because you've never actually been in a relationship before," Stiles crinkled his nose in displeasure at the truth of that statement, "but plus ones are generally your partner – your _romantic_ partner – and I hate to break it to you, Stiles," Derek smirked at him, eyes alight, teasing, "but you're just not my type."

It was Stiles' turn to laugh. "In the immortal words of one Jackson Whittemore, as passed down by one Danny Mahealani, 'I'm everyone's type.'" Stiles winked before taking another long drink.

Derek raised his eyebrows in disbelief. "Is that why you're still a virgin?"

Stiles choked on half of his beer and spat the other half out. "Wha…how'd you know that?"

Derek laughed again, and Stiles absently decided that he could get used to that laugh. "It made sense somehow, but you just confirmed it."

Stiles wiped the sticky beer away from his chin. "It made sense," he repeated disdainfully. "It makes about as much sense as everything else in my life, which is to say none at all."

"Well, that depends on your perspective. From where I'm sitting, all of this is perfectly normal," Derek replied smugly.

"Oh, ha ha, the Big Bad Werewolf is so clever," Stiles returned sarcastically while trying to ignore how much it actually stung that his virginity was so obvious. It's not that he thought he was somehow less of a man because he was a virgin, but for some reason he had wanted to appear worldlier and less sexually innocent in front of Derek. He wanted Derek to see him as an adult, not a kid, he realized, and wondered why that was. Though, really, answering that question would probably open a can of worms so big he'd drown in them.

Derek, likely noticing Stiles' reaction, leaned forward again and caught his gaze. "Don't worry, Stiles. You're definitely someone's type somewhere."

Stiles heart started thumping wildly again and he silently told it to shut the hell up before Derek heard. _Relax, you stupid, worthless organ! He said_ someone's _type, idiot, not_ his _. In fact, just before he said you weren't his type at all. Obviously, because he's a dude and he likes chicks and you're a dude too and you like chicks too – right? – and what am I even thinking? I am so sleep deprived._

Stiles sank back further into the couch and put his hands over his face. "What is this, Stiles Stilinski's Night of Humiliation? Can it please be over already? All this embarrassment is making exhausted. Not to mention this lukewarm beer."

Derek laughed shortly. "You should sleep."

Stiles made a face at him. "Sleep? Through this racket?" Then he realized there was no racket and hadn't been since he'd left the bathroom.

"What the – where's Scott?" he sat up and swiveled his head left and right, as though Scott had just been chilling in the doorway the whole time, which he hoped wasn't the case because while Scott was his best friend, he didn't know about his panic attacks yet and he also kind of really liked the idea that he and Derek had shared this pivotal, emotional, kind-of intimate moment and it just wouldn't be the same if someone else – even Scott – had witnessed it. He wanted that moment, those things Derek had told him, to be his alone.

 _So, so sleep deprived._

Derek shrugged. "When I went to get you clothes I took the wolfsbane away – which wasn't at all easy to do without shifting, by the way, you're lucky I'm not an Alpha and it doesn't affect me as strongly anymore."

Stiles collapsed back into the couch. "Oh. Right. Why?"

Derek looked to the side. "I don't know, I figured the noise wouldn't help you relax, help you feel better."

Stiles felt that constricting in his chest again and had the strongest urge to go over to Derek and cup his face or stroke is jaw or bury his face in his neck or something equally insane. The urge was so strong he had to grip the couch cushions to prevent himself from actually doing it.

"Thank you," he said, his tone so serious and sincere and full of gratitude and a whole host of other emotions that Derek looked at him instantly.

"Thank you for helping me tonight. Thank you for being so cool about my panic attacks and not making me feel weak or like an idiot for it. Thank you for telling me everything you did. It helped more than you'll ever know. You gave me air when I had none, in more ways than one."

Derek sucked in a breath. "Anytime," he replied, voice gravelly. "You ever feel like you're drowning and need someone to talk to about it, come to me." Stiles opened his mouth to protest, to say it was too much of an inconvenience for Derek to deal with, but Derek narrowed his eyes at him and Stiles' mouth snapped shut. "I mean it, Stiles. Anytime. And if I find out you've been holding out on me, I'll kick your ass."

Stiles laughed, breaking the strange, loaded tension between them. He held his hands up in defeat. "Okay, okay." He paused, dropped his hands and looked at Derek, hoping his expression conveyed how serious he was. "But only if you do the same."

Derek looked like he was about to protest, but stopped and his expression shifted. "Okay, deal. Now get some sleep. I know how exhausting panic attacks can be."

"But…Scott…"

"Is already asleep in the spare room. Its four hours till dawn. We've done enough for the night. Go to sleep," he ordered, nodded at the pillow and blanket Stiles had been too distracted to notice at the foot of his couch.

His chest started to warm – _Derek was taking care of him_ – before he forced himself to calm down. Yes, Derek was taking care of him but it was only because he identified with what Stiles was going through. It didn't mean anything.

 _It doesn't mean anything,_ he told himself firmly.

He curled up on his side and drew the blanket over himself. Derek, apparently satisfied Stiles was doing as he was told, got up, took away Stiles beer and started to walk towards the kitchen.

"Goodnight, Derek. Thanks again," Stiles whispered, knowing Derek could hear him.

Derek paused, but didn't turn. "Go to sleep, Stiles," he replied, but the softness of his tone told Stiles he was saying goodnight back.

He smiled to himself, snuggled further into his pillow and was asleep before he'd even managed to count to 60.

And he didn't have one nightmare.

* * *

Derek leaned against the pillar near the couches and looked at the way the moonlight hit the pale skin of Stiles' cheek as he slept. Maybe if he convinced himself he was watching the light of the moon and not Stiles sleeping he would feel less like a complete creeper.

It didn't work. He was watching Stiles sleep and he felt like the biggest creeper who had ever lived. Besides, perhaps, his uncle. But still. Maybe it was genetic.

He didn't know why he felt the need to convince himself that Stiles was still breathing. It probably had something to do with the way panic had clawed up his throat the moment Stiles had started gasping for air earlier that night.

He didn't know why he cared so much. But he did. It was undeniable. Why else would he have told him things he hadn't told anyone else? This scrawny, pale human who should mean nothing to him somehow had come to mean far too much.

Or not-so-scrawny human, as it turned out, Derek amended as his mind flashed to the way Stiles had looked in a towel. He almost wished he didn't have that knowledge, that image to draw upon. Almost. He'd never have guessed what Stiles had been hiding under layers of ill-fitting clothes. He'd never have guessed how it'd make him feel, too hot and crowded in his own skin.

He didn't know how it had happened. It must have been somewhere between Stiles calling him Miguel and using him to manipulate his gay friend and Derek thinking Stiles was going to die as he fought for breath on his couch. Somewhere between those two points Derek had come to not only care if this goofy, odd guy lived or died, but whether he was okay. He so wanted Stiles to be okay. Perhaps the pressure in his chest would lessen if he was.

He didn't like where this was going, this new-found caring and his unexpected distraction whenever Stiles was near, this fixation of his on where Stiles was in the room relative to where he was and whether he moved closer or further away. It was dangerous, for all the reasons he had so clearly and bluntly outlined to Stiles that night. It had been a warning in more ways than one.

And yet…and yet he couldn't stop himself from walking over to Stiles' sleeping form and pulling the blanket higher over his shoulders and wishing things were different.

* * *

 **A/N: There's a lot of foreshadowing of the events in Season 3, Part B in this chapter. That story arc actually broke my heart. Pretty sure I'm still trying to find all the pieces of it that were scattered around my room so I can glue it back together. I won't be writing on any of that arc's events, but the idea in my head is that they still happen, just with the slight added difference of Derek meaning more to Stiles during that period than he did in the canon.**

 **This is likely going to be the most emotionally charged, angsty chapter of them all. Stiles and Derek just needed to form that connection before any other...eh-hem...connections can develop realistically.**

 **I'd also like to make a note that both Derek and Stiles are going into this fic not knowing that they are bisexual (and they are both bisexual in this fic, not gay) and both will discover and come to terms with this aspect of themselves as the fic continues. I truly hope I do it justice, as I identify as heterosexual and have never written a M/M fic before. If, as I continue with this fic, am offensive in any way, please let me know and I will examine it.**

 **Thanks for reading!**


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